Love Is In The Air
by lightninghudson
Summary: Based on the third movie, but takes place between the first and second movie. Doc takes Lightning to his hometown, Thomasville, and they grow closer while away from Radiator Springs. Neither wants to admit their feelings for the other, but will their secrets be what keeps them close or what tears them apart? Doc/Lightning slash.


**Title: Love Is In The Air**

 **Summary: Based on the third movie, but takes place between the first and second movie. Doc takes Lightning to his hometown, Thomasville, and they grow closer while away from Radiator Springs. Neither wants to admit their feelings for the other, but will their secrets be what keeps them close or what tears them apart?**

 **Rated: M**

 **Pairing: Lightning McQueen/Doc Hudson**

 **Warnings: Sexual content**

* * *

Lightning's PoV:

"Hey kid," Doc said one afternoon as they met up on the racetrack, nudging the younger racecar softly.

Lightning smiled. "Hey, old timer. Ready to race?"

"As always," Doc said, smiling back. "Listen, I wanted to ask if you'd like to come with me back home."

"Oh? Where's home?" Lightning asked. "California?"

"Thomasville, North Carolina," Doc said. "I know it's far away, but I'd really like to take you there."

"Sounds fun. Who all is coming?" Lightning asked.

"Actually, kid...I thought we could spend some time alone, if you'd like." Doc said all of this very fast. "It'll be nice just to get away from here, the two of us, racing on the track I used to drive on every day?"

Lightning's heart fluttered at that. He'd had feelings for Doc since his first tiebreaker race, but he knew the older racecar would never feel that way about him. Still, it would be nice to have time alone with him, and hopefully going where Doc grew up would bring them closer. "I look forward to it," Lightning said, and Doc gave him one of his rare smiles. "Now, wanna race, you ancient grandpa car?"

"Oho, you'll pay for that, boy!" Lightning laughed and took off, Doc right behind him. "Get back here!"

* * *

The next morning, Doc and Lightning met up at Flo's to fill up on gas and meet up with Mack before heading to North Carolina. While their tanks were filling, Doc showed Lightning a map of where they were going to stop. "You've really got this all planned out," Lightning said, kind of touched.

"Yep. We'll be stopping for three nights before we actually get there," Doc said. Lightning's heart skipped a beat at the thought of spending three nights alone with Doc in such a small space. "All right, let's go." He followed Lightning into the back of the truck and gasped as the door closed behind them, and froze. Lightning realized that Doc hadn't seen the back of Mack's truck since he'd redecorated it to honor his and Doc's relationship. "Lightning?"

The younger racecar flushed scarlet. "Yeah?" he asked timidly.

"Did you do all this for me?" Doc asked, his gaze searching Lightning's.

"For us," Lightning said, his heart racing. "As a thank you. Because I wouldn't be who I am today without you. You make me not just a better racecar, but a better man, and this was the least I could do to repay you."

Doc nuzzled him, and Lightning gave him a gentle nudge back. "This is truly amazing. You're amazing, Rookie." Lightning's blush deepened, and Doc cleared his throat. "Well. We have some time to kill, do you want to watch a movie?"

"Sure," Lightning said, his heart filled with warmth as he turned on Doc's favorite movie. They settled in for the long drive, and Lightning tried to pay more attention to the movie than to how close he was to Doc.

They stopped at a hotel the first night. "Doc, this is way too nice," Lightning said. "Two rooms in this place must have been expensive."

Now it was Doc's turn to blush. "Actually, we're sharing a room...and a bed. I hope you don't mind."

"Don't mind at all," Lightning said truthfully. Mack had chosen to sleep outside with the other trucks despite Doc's offer, giving Lightning a knowing wink. Lightning just rolled his eyes at his friend and followed Doc inside.

The bed was a double, barely enough to fit both of them. Lightning's heart began to race again. "I asked for a king," Doc said.

"This is fine," Lightning reassured him. "Really."

"Alright, if you say so. It seems a bit...small," Doc observed, and neither car would meet the other's gaze.

They got in bed and Doc turned off the light, plunging them into darkness. They had a few inches of space between them, but not much. "Doc?" Lightning asked.

"Hmm?" His mentor sounded far away and sleepy. Adorable.

"Are you comfortable?"

Doc rolled over to face Lightning. "I'm always comfortable with you, Rookie," he said softly, and the younger car's heart fluttered.

"Oh. Good." Silence. "Can I, um..."

Lightning didn't know how to ask, but somehow Doc understood. "Come here," the older car said, and Lightning moved closer to him until he was in Doc's arms. His heart was racing and he could feel Doc's quick breaths as well.

"What did I ever do to deserve you?" Lightning wondered aloud.

Doc chuckled, and Lightning felt his breath on the top of his head. "Go to sleep, kid."

"Goodnight Doc."

* * *

The next morning, Lightning opened his eyes to find himself still in Doc's arms. "Hey, old timer," Lightning said, nudging his friend. "Time to wake up."

Doc's eyes opened and he groaned. When he saw how close he and Lightning were, his eyes widened like he couldn't believe last night had been real. "Er...well, I'm going to get us checked out of the hotel. I'll be downstairs if you need anything." He got out of bed and paused at the door. "And Rookie?"

"Yeah?" Lightning sat up with a yawn.

"Thanks for last night." Without another word, Doc closed the door behind him just as a hot blush spread across Lightning's face.

After taking a quick shower, Lightning gathered his and Doc's things and headed downstairs. He loaded their stuff in the truck just as Mack came back from getting gas. "Hey Lightning! How'd it go?"

Lightning was practically glowing with happiness. "I slept in his arms."

"That's great. I'm happy for you." Mack winked. "You and Doc would be good together."

Lightning blushed again. "That doesn't mean he likes me like that," Lightning pointed out.

"He likes you," Mack said. "Trust me, Lightning."

"Hmm...I think I'm going to call Mater," Lightning said. "I'll be in the truck."

"Alright."

Lightning went in the back and called Mater, hoping his best friend was awake. He was. "Hey, if it ain't Lightnin' McQueen!" Mater exclaimed. "How are ya, buddy?"

"Never better," Lightning said. "I slept with Doc last night."

Mater gasped. "YOU SLEPT WITH DOC?"

"No! I mean, we just shared a bed. That's all. Just sleeping," Lightning quickly corrected.

"Hey, what's this I hear, Lightning?" Ramone's voice came over the other end of the phone. "You slept with Doc?"

"No! We just shared a bed!"

"I see," Mater said. "Well, tell ol' Doc I said hi."

"Who're you calling old?" Doc said from beside Lightning, making the younger racecar jump. "Sorry, Rookie."

"You." Mater laughed and Doc glared. "Well, bye you two!" With that, Mater hung up.

"So, uh..." Lightning blushed as he looked at Doc. "Shall we get on the road?"

Doc smiled. "We shall."

* * *

The next two nights, Lightning slept snuggled against the older racecar. On the last night before they got to Thomasville, Lightning heard Doc mumble something in his sleep. Curious, he listened harder only to hear, "Lightning." For a second, Lightning thought Doc was awake. But no, he was still asleep, and saying the younger racecar's name! Lightning froze, shocked. Could Doc possibly feel the same for him? "Rookie..." Doc sighed, but it was a happy sigh, and he pulled the real Lightning closer. Lightning's heart was fluttering like a bunch of butterflies were swarming around inside it.

He glanced at Doc's lips. He had never wanted to kiss the older racecar as badly as he did in that moment. His lips looked soft...Lightning swallowed and focused on his self control. He had to remind himself that kissing Doc would be a huge risk. If Doc woke up, it could ruin their whole relationship. So he reluctantly decided against it, knowing that if they were right for each other, they would have their first kiss when Doc was actually awake and it would be incredibly special.

In the morning, Lightning didn't say anything about it to Doc. He didn't want to think that it could mean something that it probably didn't. "You okay, Rookie?" Doc asked as they got ready to leave the hotel. "You look sad."

"I'm fine. Just tired," Lightning lied, thinking of how differently Doc had said his name last night. He shivered just at the thought, and not in an unpleasant way.

Doc and Lightning were unnaturally quiet on the rest of the drive to Thomasville, North Carolina. When they got there, Doc said, "I want you to meet my crew chief, Smokey."

That surprised Lightning for a moment. Obviously someone had to have taught Doc the skills he'd been passing down to Lightning, but he'd just never thought of Doc needing a crew chief.

They found Smokey in a bar and grill, and Doc and Smokey embraced as soon as Smokey saw him. Lightning felt a pang of jealousy, and then felt ridiculous. Doc probably hadn't seen his crew chief in a long time. "Hey, Hut! It's been a while," Smokey laughed, confirming Lightning's suspicions.

"Smokey, I want you to meet Lightning McQueen," Doc said, and Lightning approached them.

"Nice to meet you, kid. I've heard a lot about you," Smokey said, and Lightning completely missed Doc's blush.

"Lightning, why don't you go get a drink and I'll meet you there in a few minutes?" Doc said. "I want to talk to Smokey."

Lightning blinked, but then understood. "Oh. Okay." He went over to the bar to give the two privacy to talk alone.

* * *

Doc's PoV:

"I have a problem," Doc said. "I need your help. I'm in love with Lightning, Smokey."

"Oh, Hut," Smokey sighed, and Doc nodded in agreement. "Is that why you came all this way here?"

"Partly, yes," said Doc sadly. "I wanted to show him my hometown and spend some time alone with him. But I also want your advice."

"Hut, he obviously makes you happy," Smokey said. "I've gotten all these letters from you gushing about him."

"I don't gush."

"Yes you do. About him, at least," Smokey said, and laughed. "You don't have to be so defensive, you grumpy old man." Doc raised an eyebrow at that. "My advice? Use this time to get close to him. He's away from all his friends and he's here with you. Show him around, make him feel like this is his home too. Take him racing on the track you used to race on all the time. Then, when the time is right, ask him to go on an official date with you."

Doc was surprised. He hadn't thought Smokey would have supported his love for Lightning. "Thanks, Smokey. I'll do that," he said.

"You two would be good together," Smokey said, smiling. Doc smiled back sheepishly, feeling his face heat up.

Lightning approached them with three drinks, one of them already half empty. "Here's a drink for you," he said, handing one to Doc, "and one for you, Smokey." His words were already slightly slurred.

"Actually, I think I'm going to head home," Smokey said with a wink at Doc. "Thank you, though. Have fun you two."

"We will, thanks." Lightning smiled as Smokey left, leaving the two alone in the corner of the bar. "Want to stay for dinner?" Lightning asked.

"Sure," Doc said. "I haven't been here for so long. I wonder if the food tastes the same." They chose a table in the back, the candlelight reflecting in Lightning's eyes. Doc's heart fluttered. He had never met anyone who could make him feel so young, so happy. "So," he said after a long moment of silence, "We have two rooms in the motel down the street-"

"Actually...I was wondering if we could share a room," Lightning said quickly.

The question surprised Doc. "What? Why?"

"Because I've gotten used to sleeping next to you," Lightning said. "And I...I..." Was it a trick of the light, or was Lightning blushing?

"What, Rookie? You know you can tell me anything," Doc encouraged.

"I like it," Lightning said. "I like sleeping next to you, okay?"

An awkward silence fell as Doc blinked in surprise, not knowing what to say. He liked it too, but he wasn't sure what this meant and he didn't want to risk their whole friendship because of one statement. He would be careful with this. "One room, then," he said, his heart racing at the thought of spending another night with Lightning. Not just that, but the whole trip. He wondered what would happen when they went home.

The whole dinner felt like a date. Doc told Lightning about his friends, hoping to find them tomorrow so he could introduce them to Lightning. When they got to the hotel, Doc changed their reservation to just one room. The car at the front desk grinned at them, and Doc blushed.

They entered their room to find one twin bed. "Seriously?" Doc said, knowing the car at the front desk had done that on purpose.

"It's not a big deal, old timer. I'm going to shower," Lightning said, and went into the bathroom. Doc sighed and sat down on the bed, his face burning.

When Lightning joined Doc in bed, the older racecar moved over to make room for him. Not that there was much room, but Doc tried his best. Still, he was pressed up against the younger car, causing his heart to race. He could hear Lightning's heavy breathing as well. It was too tempting. Lightning was so close, Doc could reach out and kiss anywhere he wanted, or reach under the sheets and-

No. He wouldn't even let himself think about it. He felt Lightning's body press closer to his and a small whimper escaped his lips. He couldn't help it. He rested against Lightning and moved his tire under the sheets, holding him close. _I could get used to this,_ Doc thought. He hadn't been this intimate with someone in a long time.

It was a while before Doc fell asleep.

* * *

Lightning's PoV:

When Lightning woke up, Doc was gone. Disappointed, Lightning headed to the motel's restaurant for breakfast, where he saw Doc already eating with two other cars. "Rookie! Come over here, I want you to meet my friends," Doc said. "This is Louise Nash, Junior Moon, and River Scott."

"Nice to meet you," Lightning said.

"Junior Moon and River Scott were my best friends growing up," Doc informed him, "and Louise and I, well...it was complicated."

"We were both too competitive for a relationship to ever work out between us," she said with a laugh. "But we did date on and off for a while."

"Oh," Lightning said, feeling a pang of jealousy. She was pretty, he had to admit. And she was Doc's age. He could never compete with that.

"Are you dating anyone, Lightning?" Louise asked.

"Not at the moment," answered Lightning. "I had a girlfriend for a while back in Radiator Springs, but it didn't work out."

"That's too bad. Dating can be hard when you're a famous racer," Junior Moon said. "I had a girlfriend for two years before we broke up mid season."

"I'm sorry to hear that," Lightning said.

"Yeah, and Hut dated The King for a while, didn't you?" Louise asked Doc. Shocked, Lightning turned to Doc as well.

"You and The King?" Lightning asked. "I never heard about that."

Doc opened his mouth, and then closed it. "Excuse us for a moment," he said, and ushered Lightning outside. The morning was cool and damp, but Lightning barely registered any of it as Doc said, "I'm sorry, Rookie. There's still some things about my past that I haven't told you, and I didn't mean for you to find that out over breakfast with my friends."

Lightning was still trying to picture Doc with The King. Even thinking about it hurt. "So you were with a guy," was all he said.

Doc nodded. "I was."

"Are you gay? Bi?" Lightning asked. "I mean, it's completely fine if you're into guys. I'm just curious."

"I never really assigned a specific label to myself," Doc said. "But I should have told you about my sexuality myself."

"It's okay," Lightning said. "You didn't know they were going to say that. It just surprised me, is all."

Doc nodded. "The King and I decided we were going to keep our relationship private," he said. "And then, eventually, he got married to his wife and broke my heart. That's why you never heard about it. He wasn't as comfortable with his sexuality as I was."

"Oh," Lightning said. He hesitated before asking another question. "Did you love him?"

"Yes," Doc replied. "I did."

"I'm sorry," Lightning said, ignoring his jealousy.

"It's alright, Rookie. It was a long time ago. I've moved on."

"Oh, yeah?" Lightning said. "Who's the lucky car now?"

"No one," Doc said quickly, avoiding his gaze. But Lightning didn't miss his blush. He thought it was adorable, and that it made Doc look younger.

"Come on, you know you can tell me anything," Lightning said, nudging him playfully. "Is it Lizzie?"

"What?" Doc blinked at him.

"Fillmore? Sarge? Sheriff?"

Doc let out a hoot of laughter. "You never were the brightest, kid. Now come on, let's go eat breakfast."

* * *

After breakfast, Doc took Lightning racing on his old track. The younger racecar still couldn't get over the fact that Doc liked someone, and couldn't help but feel jealous. He wondered if it could be him, and then shook his head at the idea. No way would he ever be Doc's type.

But still, Lightning couldn't help but feel like he and Doc were growing closer. Being away from home gave them a lot more alone time, and sharing a bed had made them more intimate than they'd ever been. Not that much had happened.

After a fun day of racing and a new lesson on Doc's old track, Doc took him out to a picnic by the lake. They sat on the grass by the water, and as they ate, Doc asked, "Are you having fun?"

Lightning smiled and nudged him softly. "I'm having a great time," he said. "I miss home, but I like being alone with you and seeing your home. It makes me feel close to you."

Doc's answering smile made Lightning's heart flutter. "I'm glad," Doc murmured, and Lightning swore the older car's gaze flickered down to his lips. Maybe it was a trick of the light.

Should Lightning make a move and risk everything? Or should he not do anything and continue lying to Doc?

Before he could decide, Lightning heard a loud, "CANNONBALL!" followed by a huge splash into the lake, spraying both him and Doc. Junior Moon and River Scott had jumped into the lake, and Louise had parked herself close to Doc's other side. Lightning felt a pang of jealousy.

"Want to go for a swim, Hut?" Louise nudged him and Lightning stiffened.

"It's too cold," Doc said.

"Oh come on, Hut, don't be such a party pooper!" Junior Moon called from the lake.

"Alright, fine," Doc sighed, and jumped in. "You coming in, Rookie?" Lightning was surprised to see Doc's attention on him instead of his old friends.

"No, I think...I think I'll head back to the truck and call Mater. You guys have fun, though," Lightning said, unable to keep all of the bitterness out of his voice as he left the four alone in the lake.

"Hey, buddy! How ya doin'?" Mater asked when Lightning video called him in the back of the truck. "Where's Doc?"

"Swimming with his friends," Lightning said, his voice flat and emotionless.

"Lightnin', I ain't stupid," Mater said. "I know somethin's bothering you. What's going on?"

"It's just that...Doc's friends seem to know him so well," Lightning said. "They know things about his past that Doc never told me himself, they can get him to go swimming in a cold lake when I would never be able to convince him to do that. They call him Hut and I don't even have a nickname for him."

"You call him old timer," Mater pointed out. "I think it's cute. And as for those other things...I don't think you know how ridiculous you sound, buddy. No offense. But Doc loves you. I don't know if it's in the way you want him to, but he does. It's obvious to me, and to everyone else - who, by the way, think you've been sleepin' with Doc." Mater chuckled.

Lightning groaned. "Oh, great," he said. He'd have to warn Doc about that before they got back to Radiator Springs. "Anyway, thanks, Mater. You really think Doc loves me?"

"He loves you," Mack called back to him. "Anyone with eyes could see it."

"Just tell him how you feel," Mater suggested. "That you feel jealous and left out. I'm sure he'll understand."

"Thanks, guys," Lightning said. He had to admit, he felt a little better. He texted Doc and said, _Hey, come find me when you get this. I want to talk to you._ "Anyway, I want to go find Doc."

"Let me know how it turns out!" Mater said. "Lightnin' and Doc, sittin' in a tree. K-I-S-S-uh...I forgot again...somethin' G!"

Lightning laughed and rolled his eyes as his friend hung up. _I think we should talk too,_ Doc replied.

 _I'll be there in a few,_ Lightning texted back. He stopped at the hotel first to spray some cologne and freshen up. He put on whitewall tires before leaving the hotel, wondering if Doc would notice. When he got to the bar, he saw Doc with his friends at a table in the back. Smokey was there too. "Hey Rookie," Doc said, smiling. "You made it just in time. There's live music tonight."

"Oh, you guys got food already," Lightning noticed. He was kind of hungry.

"You can share mine," Doc said, pushing his food between them. Lightning blushed, his attention so focused on Doc that he didn't notice the older racecar's friends exchanging knowing smiles.

After a while, when they had finished eating, Doc's friends went to dance. "You're not going to dance?" Lightning asked.

"Nah. Not really my thing," Doc said. "I can get us drinks, though."

"Go for it," Lightning said, and Doc headed over to the bar, leaving the red car alone with Smokey.

"Hey kid, can I ask you something?" Smokey said. When Lightning nodded, he asked, "Are you in love with Hut?"

"What?" Lightning blinked in surprise.

"I asked, are you in love with Hut?" Smokey repeated. "Because if you are, I can give you a few pointers. I've known him for a long time."

Lightning sighed in defeat. He'd been caught. "Yes, I'm in love with him," he admitted. "Wait, did you say you'd help me out?"

"Hut deserves to be happy," Smokey said. "And you make him happy, kid. Happier than I've ever seen him, even in his racing days."

This shocked Lightning, and he looked over at Doc, who was still waiting for their drinks. "Thanks, Smokey."

Smokey nodded and glanced over at Doc, who was coming over with their drinks. "Ask him to dance."

"What? But it's a slow song," Lightning said.

"Just do it. Trust me," Smokey replied.

"Sorry that took so long," Doc said, handing Lightning a drink.

"Doc?"

"Hmm?"

Lightning took a deep breath, set his drink down and stood up. "Will you dance with me?" he asked quickly.

"Sure, Rookie." Lightning stared as Doc led him over to where several couples were already dancing, and rested against him. They turned in slow circles, and Lightning hoped Doc didn't notice his heart racing. "What did you want to talk about earlier?"

"Can we wait until after this song?" Lightning said. "I just want to be here for now."

Doc smiled. "Of course."

They danced in silence for a few more minutes before the song changed and they exited the bar. It was quiet outside, and the sound of chirping crickets filled the damp air. "I just wanted to say that...I'm jealous of your friends," Lightning said. "They know so much about you, and your past. They can get you to do adventurous things that I'd never be able to get you to do with me."

"They got me to jump into a cold lake, not out of a plane." Doc laughed, and Lightning blushed. "You don't have to be jealous. Trust me."

"Okay," Lightning said. "So what did you want to talk about?"

Doc bit his lip, and Lightning couldn't help but think it was adorable. "Listen, Rookie...please don't take this the wrong way, but I don't think we should share a room anymore," he said.

Lightning's heart sank, and despite Doc's words, he felt hurt. "Why?"

"It's not for the reasons you think," Doc said. "Please believe me, Rookie, I'm...I'm trying to protect our friendship."

"For some reason, I'm having a hard time believing you," Lightning spat, and Doc's eyes widened in surprise. "I've really felt close to you over the past few days, Doc. And then I find out stuff that I never knew about you - from your friends, not you - and then you tell me you don't even want to share a room with me. Who are you?" Doc began to protest, but Lightning cut him off. "Forget it." Lightning sped off, his heart breaking and tears filling his eyes. He'd been so sure Doc liked him. He thought he'd read all the signs right, but he'd been completely wrong.

"Hey, kid, what's wrong?" Mack asked as he opened the back of the truck for Lightning.

"Doc," Lightning said through the tears streaming down his cheeks. "That's what's wrong."

"What happened? Did you fight?"

Lightning nodded, blinking away the tears in frustration. "He told me he doesn't want to share a room with me."

"I'm sorry, kid," Mack said sympathetically. "I'm surprised. Doc always seems really into you."

"Thanks, Mack. I'm glad to have a friend here who's not a jerk," Lightning said. He drove into the truck and closed it behind him. Now alone, Lightning allowed the tears to fall. He hated fighting with the car who was immensely special to him, who he loved more than-

Who he loved. He loved Doc.

* * *

Doc's PoV:

Doc didn't sleep well that night. He stayed at Smokey's and talked to his old crew chief about Lightning. He didn't want to be alone. "He's young," Smokey said. "He doesn't understand why you did what you did - and it didn't help that you didn't tell him how you feel."

"I can't," Doc said. "It would risk our whole friendship. I don't want to lose him."

"You really think you would lose him, Hut?" Smokey asked. "That boy cares about you. I've lived longer than you and what you two have is unlike anything I've ever seen."

"How would you feel if your crew chief, who is supposed to be your FRIEND, told you that he's in love with you? You'd probably be disgusted," Doc said. "Sharing a room with him - sharing a bed with him, and being that close to him...it was too tempting."

"He asked you to dance earlier," Smokey pointed out. "Friends don't usually do that, do they?"

Doc opened his mouth, but then hesitated. "Oh," he said, feeling stupid.

Smokey smiled. "Hut, you need to be straight with him, otherwise you could risk losing your friendship anyway. I saw you two fighting outside the bar. I didn't hear what you said, but I saw him leave. It's time to tell him how you feel."

Tears filled Doc's eyes. "I don't want to lose him, Smokey. I love him."

"Then the best thing you can do now is tell him," Smokey said. Doc nodded, tears slipping down his face, and Smokey pulled him into a hug, doing his best to reassure Doc.

* * *

Lightning's PoV:

The next morning, Lightning received a text from Doc. We need to talk, the older car wrote. Please meet me in the hotel room. I need to tell you something that I should have told you a long time ago.

Lightning scoffed. More secrets. He never knew what to expect from Doc.

But he headed to the hotel room anyway, and knocked on the door, feeling nervous. He didn't have much time to dwell on it, because Doc opened the door a second later. "You came," Doc said, sounding surprised - and sad. Lightning noticed his eyes were bloodshot and - despite his anger about the night before - felt a pang.

"I want answers, Doc," Lightning said, sitting down on the bed. "I hate fighting with you."

Doc sat beside him, and Lightning realized with a start that the older racecar was nervous. "I hate fighting with you too, Rookie. And I understand if you'll never look at me the same again after I tell you this," Doc said. He wouldn't meet the younger racecar's gaze. "I didn't tell you we couldn't share a room because I didn't like it. I did. That's the problem. I was...I was too tempted."

Lightning didn't dare hope. "What does that mean? Too tempted to do what?" he asked.

"To do this," Doc said, and crushed their lips together.

Time seemed to stop. Lightning froze in shock and an embarrassing whimper escaped his lips. Once he got over his surprise, he pulled Doc close and kissed him back deeply. Doc gasped against his mouth, his tongue licking Lightning's lower lip. The younger racecar opened his mouth, letting his tongue run along Doc's. They both moaned at that, and Lightning's heart pounded as Doc's tongue explored his mouth. The older racecar was nothing if not thorough.

When they finally broke apart to catch their breath, Lightning said, "I love you, Doc Hudson. And not in the way I should love my crew chief, I will admit." He realized that Doc was crying, and he gently kissed away his love's tears. "You really were trying to protect our friendship. I get that now. I was an asshole to you and I'm sorry."

"I love you, Rookie. I can understand why you thought the way you did. And it's alright. We have each other now and that's what matters," Doc said.

Lightning nuzzled him gently. "You're incredible," he said, and kissed him again. This kiss was more fervent and desperate than the first, the result of months of held back feelings by both of them. Doc's tongue licked his own, and Lightning lay back onto the pillows, pulling Doc down on top of him. Doc's lips left his and he felt a kiss pressed against his front bumper, then another. Doc kissed lower, and Lightning's heart raced as Doc licked him in places that made the younger racecar blush. Lightning felt himself throbbing, and Doc licked there too, earning a whimper from Lightning. "Doc! Please..."

"Shhhh, Rookie," Doc murmured. "The walls are thin here." He licked Lightning in that spot again, and the younger racecar moaned. "You're so wet...God, you taste so good."

"You make me crazy," Lightning gasped. "Your words alone could make me come."

"That's the idea."

Lightning whimpered. "I want you, Doc," he declared. "I want all of you, now, and screw waiting. I want to feel you inside me."

Doc stopped and looked up at him, his eyes wide. Lightning expected him to say no, but Doc just said, "Are you sure?"

"I've never been more sure about anything in my life. I want to share that part of myself with you," Lightning said.

Doc nodded, and kissed Lightning deeply. "All right," he said, and Lightning's heart pounded. He was suddenly nervous.

"Doc?"

"Hmm?"

"Could you be gentle?" Lightning asked. "I've never, uh...This is my first time."

"With anyone?" Doc asked in surprise. Lightning nodded, blushing. "I'm not judging you, Rookie. But I am glad you told me. And I will be as gentle as possible, but this will be uncomfortable at first." Lightning nodded and Doc straddled him so they could be in a more comfortable position. "I love you, Rookie."

"I love you, Doc."

Doc smiled and kissed him deeply, and Lightning leaned into it. He tried to focus on Doc's soft lips instead of the feeling of Doc pushing inside him. Lightning hissed in pain, and Doc said, "I know, Rookie. It's okay." Doc pushed deeper inside him slowly, and then hit a spot that made Lightning gasp. "Did you like that?"

Lightning nodded. He was starting to feel more comfortable, and he pressed up against Doc, causing both cars to moan. He had never felt so close to another car in his life as he did in that moment. Doc didn't judge Lightning for being inexperienced - instead, he helped his young lover figure out what to do. After Lightning got used to the strange new feeling, the pleasure increased as he figured out how to move with his lover. Doc was passionate, attentive, thorough, and clearly experienced. The thought sent a pang of jealousy through Lightning, but he was here with Doc now, which was what mattered.

They laid together afterwards, breathless from what they had just done. "I know this is none of my business at all," Lightning said, "but who was your first?"

"It is your business," Doc said. "My first was The King. He was a lot of firsts for me."

"Oh," Lightning said. But before he could feel jealous, Doc leaned in and kissed him. The kiss was slow and exploratory, and Lightning was breathless when they broke apart.

"You have nothing to be jealous about, Rookie," Doc reassured him. "I love you, and I'm here with you now."

Lightning smiled. "All right," he said, nuzzling Doc. His lover leaned into his touch, sighing happily. "Can we just stay in bed for the rest of the trip?"

Doc laughed, and the sound made Lightning's heart flutter. "I wish, but no. In fact, we should probably get up. It's 1:13."

Lightning shot up out of bed. "1:13? Everyone's probably wondering where we are," he said, blushing.

"Are you embarrassed?" Doc asked him, laying back on the bed and looking up at his lover.

"No," Lightning said. "I'm proud of what we did."

"Good. Me too," Doc said, sitting up and brushing their lips together. Lightning moaned and pressed against Doc, laying back on the pillows with him. "On second thought," Doc said between kisses, "everyone else can live without us for a while."

Lightning gazed into Doc's eyes, and the air between them felt charged with electricity. "Oh? Feeling up to round two?"

Doc blushed adorably. "We shouldn't," he said. "You're probably sore, and I need to give you some pain medication for that."

Right as Doc said that, Lightning felt a throbbing pain in his lower regions. "Ow," he winced.

Doc nodded and got out of bed, heading towards his suitcase. He came back with a pill for Lightning, and the younger racecar took it without any farther discussion. "How did you know we'd need these?"

"I didn't," Doc replied. "I figured, better to have them and not need them."

"Good point. So, should we go join your friends? What are they doing this morning?" Lightning asked.

"No idea. And it's afternoon now," Doc said with a smile. "But I have a question for you."

"Okay."

"I was thinking, if you're up for it tonight, would you want to go on a date with me?" Doc asked.

Lightning smiled. "I'd love to," he said, and kissed Doc deeply. The kiss lingered for a few moments before they pulled away reluctantly. "But first I think I'll call Mater."

"All right. I was thinking about going to see Smokey anyway," Doc said. "I'll see you later?"

Lightning nodded, and they shared one more soft, slow kiss outside the hotel room before they parted ways. His head still dizzy from the kiss, he didn't notice Mack until he was right in front of the red car. "Hey, Lightning! I take it things went well with Doc?"

"You have no idea," Lightning said, grinning. He had never felt so happy in his life. "How did you know?"

"Well, if that kiss just now proved anything, I'd say you're doing fine." Mack grinned.

Lightning blushed. "Oh, you saw that? Anyway, I'm going to go talk to Mater." He went into the back of the truck and FaceTimed Mater.

His best friend picked up on the second call. "Hey, buddy, how's everything going with Doc?" Mater asked. "Didya make up?"

"You could say that," Lightning said, unable to keep the smile off his face.

"You mean you and Doc actually-" Mater started.

"Shhh! Don't tell the others," Lightning said, and then gave Mater a pointed look. "Oh wait, never mind. They already know."

"Heh...sorry buddy," Mater said. "So how was it?"

"Beautiful," Lightning said, his heart fluttering as he thought back on earlier that morning. "He's beautiful. And so talented-"

"All right, I don't need to know more than that, buddy."

* * *

Doc's PoV:

After parting ways with Lightning, Doc drove to Smokey's and knocked. His old crew chief grinned when he saw Doc and let him in. "So, how'd it go?" Smokey asked.

Doc actually giggled. He couldn't remember the last time he'd done that. Smokey raised an eyebrow in surprise. "Quite well," Doc said vaguely.

"You slept with him," Smokey said. Doc nodded, blushing a little. "See? I told you that boy is crazy about you."

"You were right," Doc admitted. "I love him so much. What we shared today...I've never felt that with anyone, not even The King."

"I'm happy for you, Hut." Smokey smiled. "You two are good together."

"Thanks, Smokey. That means a lot," Doc said. "I wonder what's going to happen when we get home. Apparently the whole town knows about us."

"Well at least you won't have to tell them yourselves, then," Smokey said.

Doc chuckled. "True. You know, it means a lot that Lightning wants to be open about our relationship. The King never did. I got the feeling sometimes that he was ashamed of us, and it didn't make me feel good."

"But, from what I've seen and heard, Lightning makes you feel good," Smokey said.

Doc nodded. "I asked him on a date tonight, and he said yes," he said.

"Well, let's plan it then," Smokey said. "Do you know what you want to do?"

"I thought about taking him to the bar," Doc said. "We could have dinner and drinks and enjoy some music and then I thought about taking him on the boat out to the lake and go swimming."

"Romantic," Smokey approved, and Doc smiled. "If you need help planning at all, let me know, okay?"

"Thanks, Smokey."

* * *

Later that evening, Doc was finishing getting ready to go back to the hotel to pick Lightning up. He'd gotten a new paint job and felt like he was betraying Ramone, but he wanted to impress his lover. Besides, Lightning made him feel younger, and he wanted to look it, too.

Apparently the paint artist had done the job right, because Junior Moon said, "He's gonna love ya, Hut."

"I hope so," Doc said, looking in the mirror. He'd gotten dark blue sparkly paint with blue and green ghost flames painted on his sides.

"I have to admit I'm jealous," Louise said. "You look amazing, Hut."

Doc laughed. "Thanks, Louise." He looked at the clock and took a deep breath. Why was he so nervous? It didn't make sense after what he and Lightning had done that morning. "I should get going."

"Have fun!" River Scott called from behind him as he headed towards the hotel. He knocked on their door when he got there, and Lightning opened it.

His lover did a double take when he saw Doc, who grinned sheepishly. "Doc? Wow, you look hot," Lightning said.

Doc blushed. He noticed that Lightning was wearing whitewall tires, and pointed it out. "You look good too, Rookie. So, shall we go?"

"Sure. Where are we going?" Lightning asked.

"The bar first, for dinner and music, and then I'm taking you somewhere else."

"Where?"

"Not telling," Doc said, grinning for a moment before his smile faded. "Listen, Rookie...while we're heading there, I wanted to talk to you about something."

"Okay," said Lightning hesitantly.

"I'm glad you're so open about us with our friends back home," Doc said, "but I do want you to be aware that when we go on dates in public and we tell more and more cars that we're a couple, everyone will talk and there's no going back. We're both famous racecars and you'd be surprised how fast word gets around about stuff like this." He hesitated. "Am I the first guy you've ever gone out with?"

"Yeah, you are," Lightning said. "I know all that, Doc, and I'm serious about you. I thought I made that clear after what we shared this morning."

Doc blushed at the memory, and Lightning smiled. "You did, but I just wanted to make sure. Things will change, and I didn't want there to be any misunderstandings between us. I want this to work out."

"I want our relationship to work out too," Lightning said, and kissed him softly on the lips. Doc smiled into the kiss, not caring if anyone may be watching. He was focused only on one car. "I'm proud of us, and I don't care what everyone else thinks."

They arrived at the bar then, and Lightning held open the door for him. "Thank you," Doc said, and kissed Lightning on the cheek before heading into the bar. "Would you like a drink?"

"Sure," Lightning said, and they went up to the bar and ordered drinks. "I'll pay."

"I've got it," Doc said, swiping the bill from Lightning before the other car could take it.

Lightning nuzzled him affectionately. "Thank you."

"You're welcome. And don't even think about paying for dinner," Doc added, taking a sip of his drink before they went to sit at a table.

"Doc-"

"No."

"But-" Lightning began, but Doc cut him off with a kiss, ending the conversation.

When they broke apart, he noticed several cars staring at them. "Something on my face?" Doc asked, glaring, and they turned away, whispering. "That will happen a lot," Doc said to Lightning.

"Good. Let them see how much I love you," Lightning said, and Doc smiled, touched. He kissed Doc again, deeply, before they sat down to eat. He noticed Lightning checking him out when he thought Doc wasn't looking, and smiled down at his menu. He had been lonely all these years, and the attention was nice.

"So. How did everyone in Radiator Springs find out about us?" Doc asked. "You said they thought we're sleeping together before we actually did."

"I told Mater that we slept together as in shared a bed, but after I said that there was no going back. And then Ramone overheard us, and Mater told me that everyone knows at this point," Lightning explained.

"Well, I suppose that makes it easier for us, then," Doc said. "And besides, now they're not wrong." He smirked at Lightning, who blushed. Doc couldn't help but find it adorable, and often teased Lightning just to make him blush. Lightning was always so confident, and recently he had shown Doc a side of himself that not many cars got to see. Lightning had a shy side to him around Doc, and he acted differently around the older car. It made him feel special.

"So what's going to happen when we get home?" Lightning asked.

"Well, I wanted to talk to you about that," Doc said, taking a deep breath. He had done a lot of thinking that day. "I wanted to ask if you would like to move in with me."

"Really?" Lightning stared at him in surprise. Doc hoped he wasn't scaring him.

"I've been lonely." Doc said what he had just been thinking a minute ago. "I thought we could renovate my garage, make it into a home for us. I want to fall asleep with you every night, and I want the first thing I see when I open my eyes in the morning to be you."

Lightning smiled, and Doc was surprised to notice tears in his eyes. "I love you," he said, nudging the older car's tire gently. "And I want that too."

"I'm glad." Doc smiled back. "Things will be different when we return home, I want you to know that as well."

"I know," Lightning reassured him. The waitress came by to take their food orders then, and Doc and Lightning looked at each other. "I don't know what I want yet."

"We can share my food," Doc suggested, and Lightning nodded. Doc gave the waitress his order, and she left. "So, about moving in together. I don't want to scare you and make it seem like a big deal, but it is. We'll be living together as a couple."

"Doc. I'm aware of that," Lightning said. "I'm committed to you."

Doc smiled. "You know, this will be a first for me. I've never lived with someone I was dating before."

"Never?" Lightning asked, and Doc shook his head. "Why? Did you just never find the right car?"

"It was that, yes. And I never married, so there's that," Doc said.

"Would you ever want to get married one day?" Lightning asked. "And...have kids?"

Doc laughed, and Lightning blushed. "I'm way too old to have kids, Rookie. I'm not saying I wouldn't like to, though."

"We could adopt," Lightning suggested. "If it's something you would eventually want."

"We could," Doc agreed. "And, yes, I would like to get married one day. I've always wondered what it's like."

A slow song came on then, and Lightning asked, "Doc, may I have this dance?"

Doc smiled and nodded, following Lightning over to the floor by the stage. This time, they were the only couple slow dancing, but neither car noticed. They were too lost in each other. Lightning leaned in and kissed Doc, slow and soft. Doc wanted more, but that could wait until the second part of their date.

When their food came, they sat back down. They ate their food but were looking at each other, their tires touching under the table for the rest of the dinner. Doc paid for the meal before Lightning could protest, and Doc smiled smugly at his lover. "Thank you," Lightning said, nuzzling him as they got up from the table and headed out the door. "So are you going to tell me what the surprise is?"

"Not a chance, Rookie. You'll see it when we get there," Doc said, smirking at Lightning's obvious impatience. Lightning drove close to him as they traveled down the road and off to a side path.

"We're going to the lake," Lightning said. Doc said nothing. "What are you up to, old timer?"

"Just follow me," the older car insisted, leading Lightning onto the small dock. Then Doc pushed Lightning into the water.

"Hey!" Lightning looked up at him, eyes full of betrayal. _Cute_ , Doc thought to himself, his heart fluttering. "What was that for, you crazy grandpa car?!"

"We're going swimming," Doc said, and jumped in after him. "Are you surprised?'

"Uh….yeah!" Lightning looked at him in utter disbelief.

Doc couldn't help laughing. "You're adorable, Rookie."

"Why am I adorable?"

"You told me you could never get me to jump into a cold lake with you," Doc said.

"So you pushed me into one?!" Lightning exclaimed. "You could have just said, 'Hey, we're going swimming.'"

"Where's the fun in that?" Doc pointed out. Lightning's lips parted like he was about to say something, but Doc kissed him before he could get any words out. Lightning moaned and pressed closer to Doc in the water, and the older car gasped. Their kisses deepened and Doc's heart pounded quickly.

"I'd say this is fun," Lightning whispered in his ear, and Doc shivered. The younger car chuckled and said, "I want you, Doc."

Doc felt a rush of desire and kissed Lightning passionately, backing him up onto the shoreline where it was shallow. Their kisses went from deep and soft to hot and hungry, like they needed each other as much as they needed air. As they pressed close to each other, Doc was perfectly content in Lightning's arms. He felt safe and loved, and he knew that he had made the right decision in bringing Lightning to his hometown, in telling him how he felt about him.

His life had never been more perfect.

* * *

 **Author's Note: End of Chapter 1! Hope you all enjoyed my first fanfic! Chapter 2 will be coming soon, hopefully. I want to split the story into 3 longer parts so I don't know how long it will take to write. But definitely keep an eye out for Chapter 2!**


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